The New Spidey
by spideyfreak16
Summary: This is a story I've had around for a while and I wanted to know what you guys think of it. It's about spidey's son and how he discovers and reacts to his powers. This is my first fanfic, enjoy. R&R please. Chapter 14 is up.
1. Jesse Parker

**Disclaimer**: I do not own any spider-man or any of its characters. However, I do own the character, Jesse Parker.

Chapter 1: Spider-man's son  
Jesse Parker is a regular kid. He goes to school, hangs with friends, likes girl and plays sports. Until that day...

Jesse woke up on the first day of summer. He eagerly hopped out of bed and got dressed. "Now what should I do today," Jesse thought when he heard his mom (Mary Jane) call him for breakfast. He raced down the stairs carelessly and tripped. Before he knew what he was doing, he spun around gracefully and landed on his feet.

"What?" he thought a puzzled expression on his face. "That was weird."

"Jesse," his mom called again sounding a little annoyed.

"I'm coming," he replied walking to the kitchen. "Mom is dad home?"

"No he's at work," she said. "Why?"

"Oh, no real reason," Jesse muttered, helping him self to some eggs and bacon.

"By the way," M.J said, "Andy called. He said to meet him at the movies."

"Thanks," Jesse said, rolling up the eggs into some toast and walking out the door.

"Bye honey, be back by nine," she called out after him.

"Ok mom," Jesse replied getting on his bike. He started down the street thinking about what had happened. He then realized he was going a lot faster than usual. All of a sudden, everything slowed down and he saw what was happening a block away. _There was a car speeding down the road with two cop cars following. They were heading his way._ Then everything returned to normal. "What the hell," thought Jesse turning around to see the car almost right behind him. He immediately dove off his bike and landed perfectly on his feet. He started to run in the other direction and found that he was going faster than ever. He eventually stopped after running for a long time. "What's happening to me," he thought out loud.

He slowly went back to the spot he almost got ran over and looked at his battered bike. "That could have been me," he breathed. "What was that?"

**(The first couple of chapters will be about him finding his powers then the bad guys will show up. R&R please.)**


	2. New Discoveries

**Disclaimer: I do not own spider-man or any of its characters. However, I do own the character, Jesse Parker. **

Chapter 2: New Discoveries  
When Jesse finally got to the movies he was an hour late. He walked into the main lobby and saw his friends standing in a corner obviously pissed.

"Hey guys," said Jesse running up to them.  
"Where have you been, man?" Andy replied.  
"Um, I had to help my mom with the dishes," Jesse said hopefully.  
"And this took you an hour," questioned Ben, another friend, with a raised eyebrow.  
"Yeah," Jesse murmured.  
"Whatever," said Jamie. "We missed the movie anyways. Let's just go down to Dan's Café."  
"Ok," said everyone in unison walking out the door and down the street to Dan's Café.

On the way there Jesse started to feel a little faint.  
"Jesse what's wrong," Andy asked seeing the look of discomfort on Jesse's face.  
"I...I'm not feeling too well," Jesse replied. "I think I'm going to go home,"  
"Sure," said Andy. "Call us when you're feeling better,"  
"Ok," Jesse said walking away. He walked for awhile and finally collapsed. His fingers fell in an awkward position (middle and ring fingers touching the palm) and an adhesive substance (web) shot out of his wrists. "What," Jesse yelled getting up and slowly backing away from the web. He stared at it for a moment then became curious. He walked towards the web and touched it. It stuck to his hand. He let go and thought about it "It's like some sort of web... What's happening to me?" He looked down at his hands and put his fingers back into that position. He shot a strand of webbing that stuck to the alley wall. Jesse thought for a second, then smiled widely. He turned around and jumped. He flew upwards and reached out his hands. He stuck to the wall just like a spider. "So this is what it's like to be like a spider," Jesse thought. "...interesting." He climbed to the top of the building. He then ran and jumped to another building. He saw a metal pipe and crushed it with ease. "Yeah, real interesting."

When Jesse got home that night, well past ten, he found that his parents were really, really pissed.  
"Where were you," his mom screamed when he walked into their house.  
"Um...taking a walk," Jesse said.  
"Don't give me that," M.J screamed. " This is the fourth time this week you've been home past ten and I was worried sick about you. Now tell me the truth what were you doing."

"I told you I was taking a walk," Jesse shot back.  
"Jesse," his father (Peter) said calmly. "You know we will go easy on you if you tell us the truth."  
"I am telling the truth," Jesse replied, clearly annoyed.  
"I'm sorry, Jess, but I'm going to have to ground you," his mom said shaking her head.  
"But mom the end of school party is tomorrow at Jason's place. Everyone is going to be there," Jesse said.  
"Everyone but you, hon," M.J replied. "End of discussion." She turned and walked up the steps to her bedroom.  
"Dad," Jesse said. "Can you please talk to her about this?"  
"I'm sorry Jess," Peter said. "But I think your mother is right. You can't just disobey her and then lie about it."  
"But...," Jesse started until his father interrupted him.  
"Until you tell us the truth there is nothing I can do," Peter replied. "If anything happened to you I don't know what I'd do. I've taken way too many risks in my life and have endangered myself and many people around me. I won't take that chance with you."  
"What are you talking about you're a science teacher," Jesse yelled stomping off to his room.

(**Yeah so that is my second chapter. It shows a little of the old spider-man there. Quote:** "I've taken way too many risks in my life and have endangered myself and many people around me. I won't take that chance with you."** Unquote: So now that he's found all his powers I'll make a villain show up. If you guys have any special villain requests then I'll be happy to put them in. R&R please.) **


	3. An Old Friend

Disclaimer: I do not own spider-man or any of its characters. But I do own the character Jesse Parker.  
  
Chapter Three: More Discoveries and an "Old Friend"  
  
(Ok, well this is the third chapter and as I promised there will be a villain in this one. By the way Chibi-Rei I can't find Deja-Vu; it's not in your stories written and I'd like to review it.)  
  
Jesse woke up the next day still sore after being grounded. "Why me...," he asked himself out loud. "I'm the only guy not going to Jason's party." He sat there and thought he might as well just start his summer project. He quickly got dressed and went down to the kitchen.  
  
"Good morning, Jesse," said M.J without looking at him.  
  
"No, no it's not a good morning," Jesse muttered putting some bread in the toaster.  
  
"You're not going to get anywhere with that attitude," M.J replied.  
  
"Whatever," Jesse sighed taking his toasts out of the toaster. He ate them fast and headed for the door.  
  
"And just where do you think you're going?" asked M.J.  
  
"To the library to get started on my summer school project," Jesse said, "we have to write a paper about an old newspaper article."  
  
"Ok, I'll drive you," M.J said grabbing her keys.  
  
"No reason to," Jesse replied. "I'll walk."  
  
"No, I'll drive you there," said M.J sternly walking out the door.  
  
"Fine," Jesse murmured getting into the car with her.  
  
M.J dropped Jesse off at the library five minutes later.  
  
"I'll be back at two," M.J said.  
  
"Ok," Jesse replied walking up the steps into the library. He looked around a bit until he found the computers. He logged on and started looking through the archives of the Daily Bugle paper. He started looking along a bunch of first pages and didn't really find anything interesting. Until he came upon one page...  
  
There was an old warehouse on the east side of Manhattan. It hadn't been used for years so it was perfect for one who wanted to hide... and there were people hiding there.  
  
An old man sat in a corner of the warehouse in an old dusty La-Z-Boy chair. He wore a faded brown trench coat and had unnecessary sunglasses. His hair was completely gray and was in a messy mushroom cut. He grunted and murmured "Ivan, get me another beer."  
  
A young man no older than twenty walked over to a small fridge in a separate room and brought a beer over to the older man.  
  
"Here you go, Otto," Ivan said handing him the beer.  
  
Otto didn't reply. He just opened the can and chugged it all down.  
  
"Is it time for more training now?" asked Ivan.  
  
Otto muttered something under his breath but then spoke, "I think so." He got up and trudged his way into a big room next to them.  
  
Ivan followed and looked at the familiar white room with holes in the walls and floors.  
  
"Here," Otto said roughly shoving the same metal arms that he used when he became Doctor Octopus. "Let the training begin in two minutes."  
  
Ivan hurried and attached himself to the metal arms. He had done it so many times it hardly hurt anymore. Then the training began. Metal balls, knives, bricks, metal poles and even strong adhesives were all hurled at him. But Ivan blocked, dodged, fought and ripped his way out of every last obstacle.  
  
"You're ready," cried Otto triumphantly. "You've passed every test with flying colors."  
  
"Thank you," Ivan said breathlessly.  
  
"The only thing that could stop us now is Spider-man," Otto muttered, "but he hasn't been seen for sixteen years."  
  
Jesse stared at an old front page titled "Spider-man: Hero or Menace?" The picture showed what Jesse assumed was Spider-man (you all know how Spider-man looks.)  
  
After what seemed like forever, Jesse was finally able to remove his glance from the computer screen. It took him some time to finally process the information that was right in front of him. He looked at his own two wrists.  
  
"Who is this Spider-man," Jesse thought. "And why do I have his powers?."  
  
(Well that's chapter three. I hoped you liked it. By the way the reason Jesse didn't have his powers from birth is because they had to take time to develop in him. While his body was growing his powers did, too. They weren't fully developed until now.)


	4. Doc Ock Surfaces

**Disclaimer:** I do not own Spider-man or any of its characters. I do own Jesse Parker though.

Chapter 4: Doc Ock surfaces.

Jesse looked at more of the Daily Bugle's front pages and learned a lot about Spider-man. Then he came to one page titled "Spider-Man, No More." He looked at the date.

"Hmmm... that was about sixteen years ago," he whispered when something caught his eye. He had printed out a page and now looked under the picture. In small print it read "picture taken by Peter Parker."

Jesse read it over and over again. "My dad took these pictures," he thought "...nah, it's probably just a coincidence. But what if it's now... and, if it's now, why hasn't he told me about this. I gotta go talk to dad."

Jesse stuffed his info into his backpack and walked out the door. He ran over to a payphone and called his mom. After two rings she picked it up.

"Hello."

"Mom."

"Yes."

"Could you come pick me up now?"

"Sure."

"Thanks, bye."

"Bye."

............................................................................................................

Jesse hopped out of his car and walked over to his house. It was a Saturday so he knew that his dad would be in the basement grading papers. (Peter is a college professor.)

Jesse casually walked downstairs into the basement... which was kind of like his dad's office.

"Hi, dad."

"Oh, hi Jess," Peter replied grading more papers.

"Hey, dad, I'm doing a project for school and I need your help."

"Sure," Peter said looking up from his papers.

"Well we have to write a paper about an article in an old newspaper."

"Yeah."

"Well, here's what I chose," said Jesse putting the printout of "Spider-Man: Hero or Menace?" in front of him.

............................................................................................................

Ivan stood atop a building across from New York's 3rd biggest bank. He walked back a couple of steps and positioned two of his tentacles on the ground. He bent down and pushed off. He flew through the air and landed on the roof of the bank. He walked over to an air vent and crawled into it (the vent is big).

The vent took Ivan right above the safe. Otto knew the bank's security measures pretty well, so obviously Ivan did, too.

When the security guards were switching, Ivan dropped down into the safe. He loaded sacks upon sacks of money and put them up into the air vent. He was so absorbed in the thrill of everything that he didn't even hear the clicking of the safe.

He was about to go up into the vent when a security guard walked in.

"Hey," the security guard screamed pulling out his gun.

Without looking Ivan made a tentacle knock him back through a window. He tried to get up into the vent but more security guards came quickly after, so Ivan was forced to fight. They all started to shoot, but Ivan made a shield with his tentacles and blocked the bullets. They eventually ran out of bullets and grabbed their nightsticks and charged.

Ivan snapped his tentacles which made the security guards hesitate. That was all Ivan needed. He sent all his tentacles out and knocked them back into a wall. After hearing a satisfying crack, Ivan quickly rushed up and out of the air vent. He then catapulted himself to the next building and made his way across town.

............................................................................................................

Peter's eyes widened as he saw the picture. "Seem familiar," Jesse asked. "You did take the picture, right?"

"Uh... yeah, yeah I did," he muttered.

"Well could you tell me about him," asked Jesse.

"All I can tell you is that he was a hero and a good guy, so stop asking me all these questions," spat Peter angrily.

"Ok, ok," Jesse picking up the picture and backing up. "I'll leave." He turned around and walked upstairs as fast as he could (which is pretty fast).

"Wow," Peter thought. "How'd Jesse get so fast?"

.........................................................................................................

Jesse went directly to his room to think. But he couldn't concentrate, there were so many questions. Why did he have powers, who was Spider-Man, and why did his dad spaz out on him? He sat there thinking until his mom called him for dinner. It was 4:10.

Jesse didn't feel like eating but he went down anyway and sat at his usual spot.

After serving dinner and sitting down herself M.J asked, "So, Jesse, what did you find at the library today?"

Jesse looked from his mom to his dad (who stopped eating and looked at Jesse).

"I'm doing my report on Spider-man," Jesse replied.

M.J's eyes darted to Peter, "I remember Spider-Man. He was a great hero. He actually saved my life a few times." Peter remained silent.

"Well it caught my eye," Jesse said finally starting on his food.

"By the way," M.J said looking over at Jesse, "I've got some chores for you to do after dinner."

Jesse groaned.

"I want you to clean the house and wash the dishes."

Jesse didn't reply. He just finished his food and cleared the table.

............................................................................................................

After finishing the dishes, Jesse went up to his parents room to start cleaning. After cleaning the room he thought he might as well check the closet in case it needed to be cleaned, too.

He walked over and opened the door. It was a big closet and had lots of things in it but was relatively clean. It would look better, though, if a few things were rearranged. He started moving everything until he came upon one box.

(Ok by the way. The reason Jesse didn't have his powers until fifteen is because his body wasn't developing yet. So his powers developed with his body and they developed enough to be used when he turned fifteen. Also right after Peter and M.J you know, Peter lost his powers.I hoped you enjoyed it.)


	5. Confrontation

**Disclaimer:** I do not own spider-man or any of its characters. I do own Jesse Parker though.

Chapter 5: Confrontation

When Jesse moved one box aside he found a hole in the wall. "What's this?" Jesse thought. He got down on his stomach and looked in the hole. It was like a tunnel that started going upwards after about ten feet.

"I wonder what this is," Jesse thought out loud. He got up and locked the door. He then got down on his stomach and began to army-crawl through the tunnel.

He eventually got to the end and the tunnel started to go upward. Jesse looked up and saw a wooden roof at the end of the tunnel.

"Nowhere to go but up," he thought and started to scale the tunnel. Thanks to his wall- crawling ability it wasn't hard to get up.

When he finally got to the top, he got his first look around the room and couldn't believe what he was seeing.

............................................................................................................

Otto sat on his brand new La-Z-Boy chair satisfied with the work Ivan had done. "You did even better than I expected," Otto exclaimed.

"Thank you," Ivan muttered polishing the tentacles.

"Now we have enough money to last us for a long time," Otto said opening a bottle of wine. "But it's not enough! We must have more."

"I know just what you mean," replied Ivan wiping off his hands.

"We will strike soon," Otto whispered sipping his wine. "Very soon."

............................................................................................................

Jesse was staring right at three spider-man costumes. He quickly took out the printout and looked at it. They were exactly the same. "Why does my dad have all Spider-man's cos...," Jesse thought. "Because he was Spider-man, no wonder he was so defensive... but why doesn't he still have his powers? Or, if he does, he's really good at hiding them."

Jesse looked around at all the old newspaper clippings. "Wow, he has quite a collection." He turned back around and looked at the costumes again. "I wonder," he said walking over to a costume and taking it out of its case. He put it on. It fit almost perfectly. He looked at himself in the mirror.

"Hey," Jesse thought out loud. "I look just like him." He did a back flip and struck some heroic poses. "Maybe I should go web slinging and see if it's any fun." Jesse looked around and saw a window. He walked over and opened it. "Well here I go," he said jumping out the window.

............................................................................................................

Ivan was lying down in his bed. He thought he might as well get some sleep before their next heist. Sleep eventually overtook him and he dreamed. He dreamed of the life he once lived.

_He saw a beautiful girl with shoulder- length brown hair, big green eyes and a smile that just made everything all right. Ivan and the girl are running together in a field, as happy as can be. She falls and pulls him down with her. They smile and laugh. She leans over and whispers in his ear, "I love you, Ivan." He smiled and leaned over to kiss her but she was so far away. He got up and she got farther away. He ran towards her, but couldn't reach her. _ _All of a sudden everything went black and when he could see again she was gone. "Sylvia, Sylvia," he called out but couldn't find her. He heard a noise behind him and he turned to face Otto. "You must follow in my footsteps," Otto kept repeating. Then all of a sudden the arms were on Ivan. He fell to his knees and yelled, "I must, I must." Then a bright light flashed_ and Ivan awoke.

............................................................................................................

Unfortunately, when Jesse jumped out the window he was caught up in the dramatic moment and about halfway through the fall he remembered that there were no trees in his front yard.

"Oh, crap," he whimpered slamming into the ground.

"Ow," Jesse murmured getting up and rubbing his head. "That was stupid." Jesse then realized that anybody could have seen that so he took off down the road at full speed (which is really fast). When he got halfway down the road he leaped up and shot a web line. It stuck to a tree and he swung for the very first time. It was the most exciting moment of his life. Then he crashed into a tree!

............................................................................................................

The bright light that woke Ivan up was the light being turned on.

"It's time. Follow me," Otto ordered.

Ivan jumped out of bed and followed Otto into their training room. Ivan quickly attached the tentacles.

"Here," said Otto giving Ivan a mini camera/communicator. "Put this behind your ear so I can see what's happening and give you directions if need be." Ivan did as he was told.

"Well you better get on your way."

"Yes, Otto," Ivan replied crawling out the window.

"That was a close one," Otto thought out loud. "For a second, while he was sleeping I think I almost lost my hold over him... but I won't let it happen again. Not when I'm so close."

............................................................................................................

An hour and seven trees later Jesse arrived in the city. "Well, I think I might have this web slinging thing down," he said to himself swinging through the city. "You know this web slinging is really fun once you get it down."

After he got tired Jesse crawled to the top of a building and laid down. "Boy, I'm beat. I wonder what time it is." He got up and stretched. Then his spider sense went off.

_He saw a man with four metal arms jump onto the building next him and rip off a sheet of metal. The man carelessly chucked the sheet of metal right at him._ Jesse moved to the side and watched as the metal hit a chimney behind him. Jesse knew that the building next to him was a bank and had a good feeling that the guy wasn't just there for kicks.

"Hey, you!" Jesse called out.

Ivan turned to see who yelled that at him, "What do you want?"

"I'm not going to let you rob that back."

"You can't stop me."

"Well I guess we'll see then."

............................................................................................................

Octavious was watching through the camera and saw with horror what was going on. "Spider-man is back... but how can that be?" Otto paced back and forth.

"Parker lost his powers. Who could this guy be? It couldn't be Parker again, this guy sounds young."

"Ivan, hurry and take care of him," Otto ordered.

............................................................................................................

"Ok let's see what you got," Ivan taunted.

Jesse smiled under his mask. He ran and jumped across to the roof of the bank.

Ivan sent out his top two tentacles and knocked Jesse as he landed off the other side of the building.

After a couple of seconds Ivan went over to the side of the roof and looked over the edge. He was met by a kick to the face which knocked him off balance.

Jesse flipped back onto the roof and ran at Ivan. Ivan's tentacles lashed out, going right at Jesse's head. Jesse ducked and jumped over two but was swatted away by another.

Jesse somersaulted backwards and got back on his feet. He shot a glob of web in Ivan's eyes and punched him in his stomach.

Ivan lost his breath and fell over.

"That's right," Jesse gloated.

But, while Jesse wasn't paying attention, Ivan managed to tear the webbing off his face. Jesse spider sense alerted, but it was too late. With one swift blow Ivan sent Jesse flying. Jesse tumbled over the side and fell into the alleyway below them.

"Ivan abort," Otto yelled.

Ivan spun around and propelled himself to the next building. He scurried down the other side and snuck away.

............................................................................................................

Jesse got up five minutes later still a bit groggy from hitting his head. "Ah, my head," Jesse murmured rubbing his head. "Wait, that guy," Jesse crawled back up to the roof but he was nowhere to be found. "Damn, he got away." That was when Jesse realized how dark it was getting. "Oh crap, I really need to get back home." He leaped off the building and swung towards home.

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Jesse got home at ten and snuck through his window. He took off his costume and hid it in his closet, then hurried and got into bed. He didn't feel like dealing with his parents tonight. "I'm going to be sore in the morning," he said to himself crawling into bed.


	6. Off the Hook

**Disclaimer:** I do not own Spider-man or any of its characters. I do own Jesse Parker though.

Chapter Six:

Jesse woke up the next morning and felt very sore as he had predicted. So it took a little effort to get himself out of bed. He got dressed and made sure that both his parents were in the kitchen. They were. He went back into his room and crawled out the window. He crawled up into his dad's secret room and got another costume. He took a second costume and hid it under his clothes.

"Now that that's done," Jesse said to himself crawling out the window, "I've got to talk to mom."

He walked down to the kitchen and said, "Mom, I've got to tell you something."

"What is it, honey?"

"I want to tell you the truth about what I was doing the other night."

"Ok."

"Well... my friends and I were partying and I was having so much fun that I just lost track of time."

"Why couldn't you tell me this sooner?"

"Well I didn't have an excuse at the time," Jesse thought. "Um... I thought you'd get mad."

"Well I'm happy you told me the truth and since you did I'm going to let you off the hook."

"Thanks, mom," Jesse beamed kissing M.J on the cheek.

"By the way Jason's party is tonight. You got the dates mixed up on your invitation."

"Really," Jesse murmured. "YES." He ran out the door "I've got to tell Andy."

Jesse ran down to Andy's house and rung the doorbell.

"Hello, Jesse," said Mrs. Switzer answering the door.

"Hi, Mrs. Switzer, is Andy home?"

"No, he went to the city with Mark, Jake, Sandy and Rob."

"Ok, thanks," replied Jesse running around the corner.

"Wow, Jesse's gotten faster," Mrs. Switzer murmured to her self walking back inside.

"It'll be hard for me to find Andy in the city," thought Jesse running behind a bush. "But for Spider-man that's a whole different story." He emerged from the bush as Spider-man and swung towards the city. (I know that's corny but I wanted to add a little of the old Spider-man in there.)

............................................................................................................

Otto sat on his bed puzzled about his new foe.

"Parker lost his powers so that rules him out. Plus his voice sounded young, so he's got to be younger than eighteen. No matter, Ivan disposed of him quickly so apparently his fighting skills aren't that advanced."

............................................................................................................

Ivan had just finished training and was deep in thought about his next mission. This time they were going to attack during the day instead of night. They wanted to catch everyone off guard and maybe get a little publicity on the side. You know to make people scared.

"Ivan you better get going," he heard Otto calling from the other room.

"Yes, Otto," Ivan replied leaving through the back door.

............................................................................................................

Jesse snuck along the alleys of New York looking for Andy.

He eventually found him and the rest of his friends in a deli. Jesse changed and walked inside.

"Hey guys," he said waving to them. "Mind if I sit down?"

"Not at all, man," Andy replied. "But I thought you were grounded."

"Well I'm off the hook and I can go to Jason's (by the way Jason is the most popular guy in school.) party."

"Alright," said Andy. "Carmen is going to be there."

"Yeah... I know," he murmured.

"I thought you liked her," said Mark.

"I do but so does every other guy in our school. Anyways I'm just going for the fu..." he started until he was cut off by a rumble. They all rushed to the window and watched in horror as Ivan smashed through a window leading into a bank.

"W-what was that," asked Jake.

"It's that guy again," Jesse thought. "I've got to stop him but how am I going to get away from my friends?"

"Let's get out of here," yelled Jesse pushing every one out the window.

His friends started running away with the crowd but Jesse slipped away into an alley. He quickly changed into his costume and jumped over the crowd onto the opposite sidewalk.

"You!" Ivan yelled.

"I see you remember me."

"How could I forget?"

"You ready."

"Are you?"

"Yep."

"Then let's go."


	7. The Amazing SpiderMan

**Disclaimer:** I do not own Spider-man or any of its characters. I do own Jesse Parker, though.

Chapter 7: The Amazing Spider-Man

(Okay, from now on when Jesse is Spider-man, I'm going to call him Spider-man or Spidey, not Jesse. Also, what I meant by "an hour and seven trees later..." is Jesse arrived at the city an hour later but ran into seven trees along the way. I'm sorry for the misunderstanding.)

The mechanical arms, moving with unbelievable speed and grace, lashed out and knocked Spider-man back into a car. Ivan hurried and ripped off the vault door. He started grabbing bags of money.

Spider-man crawled out of the taxi and ran inside. He was only a red and blue blur as he ran towards Ivan. He leaped up in the air and was about to drop kick him, when he saw two tentacles lash out at him. He twisted in the air evading the tentacles and came down upon Ivan, slamming his elbow into his back.

"Urk...," Ivan moaned, falling into a pile of cash. Spider-man reached into the pile of cash and grabbed Ivan's head. He pulled him out and started to punch him in the face. Ivan used a tentacle and knocked Spider-man's legs out from under him. He quickly sent out two tentacles and grabbed both of Spider-man's arms. Ivan swung him around, jerking him left and right, slamming him into the walls. Spider-man swung his legs up onto the tentacles and positioned his wrists to shoot. He shot a glob of webbing at Ivan's head but it was blocked by a tentacle.

But the moment Ivan started to concentrate on blocking the webbing was all Spider-man needed. He wrenched himself free and grabbed a tentacle. He swung Ivan around his head and threw him back through the window.

Ivan cushioned his fall with his tentacles and sprung back up. He swung a tentacle at Spider-man. Spider-man ducked, evading the swipe and shot some web at two of Ivan's tentacles (which stuck them together). Ivan swung again and hit Spider-man back into a brick wall. Spider-man got up and shrugged it off.

Spider-man ran at Ivan. Two tentacles coiled around Ivan, poised to strike. Spider-man quickly webbed those tentacles up, applying an even thicker coat of webbing to this pair of tentacles. "Shit," Ivan thought looking at his tentacles. All of a sudden his head was yanked forward and was met by Spider-man's fist. He fell over unconscious.

"Ugh," Ivan moaned.

Spider-man webbed Ivan's body and tentacles to the ground. "Hope you're comfy," Spider-man said stretching. He cracked his knuckles and leaped half way up a building. He crawled up to the top and stretched a little more. "Damn... I think I pulled a muscle."

He ran over to the other side of the building and dove headfirst off the building. He quickly fired a web line and swung his way through the city.


	8. The Lizard

**Disclaimer: **I do not own Spider-man or any of its characters. I do own Jesse Parker though.

Chapter 8: The Lizard

Deep in the sewers of New York a man crawled through a sewage pipe leading to the Central Sewer System. The man was Dr. Curtis Connors.

Curt Connors was a brilliant scientist/surgeon who went to war when his country needed him. He served as a medic until his arm was wounded and eventually amputated. When he got home from the war he continued his studies in science, and made it his life dream to get his arm back somehow. He was inspired by the reptile's ability to re-grow their body parts back. So he pursued a study of Reptilian molecular biology and DNA replication to try and give humans the same ability. Curt tested the formula on himself first and as he had hoped, his arm re-grew. The serum was a success, but it was much more powerful than he expected. The chemical mix transformed him into a human lizard. The Lizard fled to Florida where he gathered an army of reptiles. Word of this "Giant Lizard" soon spread and Peter Parker flew down to Florida to stop it. Using Curt's scientific notes and his own knowledge of science Peter developed and antidote. He tracked the Lizard down as Spider-man and managed to make him drink the antidote. Unfortunately the antidote was only temporary. Occasionally he still turns into the Lizard and with that said we shall pick up where we left off.

Curt eventually made it to the central sewer system (which is a big room with a would be river of sewage running through the center; all the sewage pipes in New York passed through this room).

Curt dropped down from the pipe he was in and hurried into a little shack in the corner. The shack was made out of old pieces of metal that Curt took from a junkyard (Curt has pretty much complete access to the city.) Curt removed his tattered lab coat and pants and practically fell onto his old mattress.

He pulled a maroon colored blanket over him and laid his head down on his pillow. While resting Curt thought abut everything that had happened. From losing his arm, to becoming the Lizard, his wife Martha's death... and ultimately his son Billy's death. After his son died he was thrown into a deep depression, and as the Lizard, fled into the sewers. That is where he has lived for the past twenty years. These were his last thoughts before sleep finally overtook him.

(Now let's join our hero.)

Jesse was getting ready for the big party that night. He was wearing a plain black t-shirt, and blue carpenter jeans. "Hey, it doesn't hurt to be casual," he thought looking at himself in the mirror. He glanced over at his closet. "I won't need my costume," Jesse thought. "After all, it's just a high school party, what is the worst that can happen?"

Jesse walked downstairs and into the living room. His parents were sitting down on the couch and watching T.V. "What are you guys watching?" asked Jesse taking a seat by his mom.

"The news," replied Peter.

"So how do I look?" Jesse asked.

"You look very handsome," said M.J giving him a squeeze.

"And on today's news there was an attempted bank robbery downtown," announced an anchorman. "By a man with four mechanical arms."

Peter and M.J's eyes widened as a picture of Ivan breaking the window of the bank showed up on the screen.

"In related news, Spider-man. After sixteen years the wall crawler seems to be back. Witnesses have said that it was Spider-man that brought this villain to justice." A picture of Ivan webbed to the ground was showed. "Now to Cindy with the weather."

M.J looked over at Peter, "Um, Peter, may I have a word with you in the kitchen?"

"Yeah."

They quickly got up and hurried into the kitchen. Jesse (being a teenager and all) couldn't resist the urge to eavesdrop. He flipped up and clung to the ceiling. He quietly crawled into the room right next to the kitchen and listened in.

"Peter are you not telling me something," M.J asked him.

"No of course not, I have no idea who this spider-man," he retorted. "All my clones are dead, so is Ezekiel... there is really no one except maybe a mutant and I don't think the spider bite would happen again."

"Is there anyone else," asked M.J.

"What about your son," Jesse thought smirking.

"I'll think about it later," Peter murmured. "I've got a lot of things to do."

"And I've got to take Jesse to his party," M.J said. She gave Peter a kiss before leaving the room.

Jesse quickly got back to the living room and dropped down onto the couch, right as M.J walked in.

"Ok Jesse," said M.J, "let's go."

Curt was awakened a couple hours later by a familiar dizziness, which was followed by a very sharp pain.

"Oh, no, it's happening again," he cried looking down at his hands. They were covered in scales. He watched in horror as they slowly changed color from a pale white to a dark green. He fell to his knees, once again feeling sharp pains all over his body as he morphed into the creature we all know as the Lizard.


	9. The Party

**Disclaimer: **I do not own spider-man or any of its characters. I do own Jesse Parker.

Chapter 9: The Party

"Just call me when you're ready to be picked up," said M.J to Andy and Jesse. They had picked Andy up on the way.

"Sure, mom," replied Jesse following Andy out of the car. They quickly walked up to the front door and rung the doorbell.

After a couple of seconds the door was answered by Jason. "Parker, Switzer," said Jason. "Come on in."

Jesse and Andy followed Jason through his house and out back to the party.

"Nice back yard," breathed Andy. The back yard had a pool, hot tub, food and drink table and a ping pong table.

"Yeah."

"Did you bring a swimsuit?"

"Yep."

"Well let's get in."

............................................................................................................

The Lizard crawled through the sewage pipes, desperately looking for a way out. He searched frantically until he came upon a ladder leading up. Acting on instincts, he latched onto the wall and crawled upwards.

He emerged in the middle of a road, caught in a bright light. He hissed at the light and jumped to the side. He quickly dashed into an alley and dived behind a dumpster. He kept moving through the shadows of the alley, thoughts of all the people who had hurt him swimming through his head... until it came upon one person.

............................................................................................................

Jesse and Andy dived into the pool, soaking up the cool, relaxing feeling it brought.

"Hey, Jess," Andy said as he emerged. "I think I saw Carmen over by the food table."

Jesse glanced over and sure enough, Carmen was standing there in all her angelic like beauty. Carmen had long blonde hair, deep blue eyes, and a very pretty face.

"No one's talking to her," Andy whispered to him. "It's the perfect time to make a move. She just broke up with Billy Sanders." Sanders was captain of the basketball team.

"You think so," Jesse asked.

"Yeah."

"Ok."

Jesse swam over to the side of the pool and got out. He casually walked over to the food table and "accidentally" bumped into Carmen. "Oh, sorry."

"It's ok," Carmen replied. "Hey aren't you Jesse Parker."

"Yeah, how'd you know?"

"You sit behind me in German."

"Oh yeah, so uh what's up."

"Nothing really," she said.

Right then his spider sense went off. _He saw a hamburger (medium rare) flying right at him. _Jesse's instinct was to duck but then the burger would hit Carmen. So he let the hamburger hit him.

"Food fight," somebody yelled and as we ALL know, nobody can resist a food fight. So immediately everyone started grabbing food and throwing it at each other.

"Get down," Jesse said to Carmen pulling her down right as a hot dog flew by right where she previously was.

"Thanks."

"No problem," Jesse replied grabbing a hamburger and nailing the kid (who hit him) in the face.

"Nice arm."

............................................................................................................

(After the party)

"That was fun," Carmen said to Jesse as they walked out to the front yard.

"Yeah."

"Thanks for not letting any food hit me."

"No problem."

"I think that's my mom," Carmen said. "See ya later, Jess."

"Yeah... see ya," he muttered waving after her.


	10. The First Encounter

**Disclaimer:** I do not own spider-man or any of its characters, but I do own Jesse Parker.

**(Hey guys I'm sorry for not updating (school) but I have an IMPORTANT question to ask you all. Who's your favorite spider-man villain? I just want to know for future bad guy reference. If there's any villain you want me to have just ask and I'll be happy to put him or her in. Ok now here's chapter 10.)**

Chapter 10: The First Encounter

"Nothing's going to happen," Jesse told himself for the umpteenth time. He rolled over and looked at his alarm clock. It was 1:12. He had been lying on his bed, trying to sleep since 11:45. But for some reason he had this nagging feeling, which just wouldn't go away. "Maybe some late night web slinging will take it off my mind," he thought, getting out of bed. He walked over to his closet and slipped into his costume.

He then walked over to his window and carefully opened it. Spider-Man backed up a few steps, then leaped out the window and onto a tree in his back yard.

"Ah, this is much better," he said to himself, leaping out of the tree and onto his next door neighbor's roof. He felt great as he jumped from building to building, enjoying the cool, crisp air that the night was bringing. So great that he didn't even notice the figure that pursued him through the shadows.

The Lizard had followed Spider-Man's scent all the way out of the city and to the suburbs. Every house he passed, he got closer and closer to his sweet revenge. Until he came upon one house and stopped. The scent led to this house. He heard a rustle and dived into a bush. The Lizard watched as Spider-Man leaped out of a tree in the backyard of the house and landed on the next house's roof. He hissed softly and followed Spider-Man, as he jumped from roof top to roof top.

"Finally," Spider-Man sighed as he reached the city. "I was getting tired of jumping."

He took a running start and jumped off the rooftop he was on. Spider-Man quickly fired a web strand and swung around the corner. That's when his spider-sense went off. _He saw a giant Lizard like creature leap off a fire escape and it was coming right at him. _

"Aaaaaaah," Spider-Man screamed as the Lizard came at him. He barely twisted out of the way but that didn't stop the Lizard from ripping the webbing he was swinging on. "Crap," Spider-Man said to himself as he started to fall. "Shit," he yelled seeing the full dumpster he was rapidly approaching and landing in it. "Gross." He quickly crawled out of the dumpster. "Ew," he groaned flicking a banana peel and a few peanut shells off him. Right after he flicked off the last item of garbage his spider sense went off. He dived out of the way just as the Lizard pounced.

The Lizard hissed and spun around to see a baffled Spider-Man.

"What the hell," Spider-Man breathed, as the Lizard jumped at him again. He flipped backwards and ran the other way. "What the hell was that thing," he asked himself. "Some kind of giant reptile?" He leaped into the air, trying to escape but was immediately tackled by the Lizard. Spider-Man barely managed to turn the Lizard around, so the Lizard would be the one to take the impact. Spider-Man quickly flipped off the Lizard and landed on a fire escape.

"Well if it's a fight you want," He yelled, diving off the fire escape. "Then it's a fight you'll get." He crashed into the Lizard, sending them both tumbling down the alley. The Lizard ended up on top, and went for Spider-Man's neck.

Spider-Man barely moved his head out of the way. He then quickly raised his legs and kicked the Lizard off him. He jumped up and shot a glob of webbing at the Lizard's tail. It hit and stuck his tail to the ground. "Ha," Spider-Man cried, as the Lizard slowly ripped the webbing off with his jaws. "Oh... that's not very good," he murmured.

He spider sense went off and he saw the Lizard's tail lash out at him, but it was two late, he had caught him flat footed. Spider-Man flew through the air and into a brick wall. He sat there, propped up against the wall, every muscle in his body throbbing in pain. "Ugh," he groaned as he tried to get up, but eventually collapsing. The lizard pounced. "Got to get this just right," Spider-Man said to himself. Right when the Lizard was coming down on him, he kicked out sending the Lizard into the opposite wall. "I put everything I had left into that kick, I just hope he's unconscious."

The Lizard lied there for a couple of seconds, before coming back to and sprang up.

"Shit," Spider-Man said weakly.

The Lizard hissed softly at him, and Spider-Man swore that he could hear these words in the hiss "We shall meet again, wall crawler." Then the Lizard turned and ran.

"Thank god," Spider-man mumbled, as he tried to get up again. Once again, he met failure and collapsed. "Ouch... I just gotta relax," he told himself, shifting so he was comfortable. "I'll just wait here, until I feel better."

The Lizard had felt himself changing back up in the alley. That's why he had to stop fighting and flee. He had just made it back to the sewers and was halfway through the transformation back into Curt Connors.

"Curses," the Lizard cried out as the transformation finished.

Curt Connors lied on the floor of the sewers, panting heavily and sweating like a pig. "Oh god no," He breathed. "I really came close to killing Spider-Man this time. I've got to find a cure somehow, and if Spider-Man is still the pal he used to be, I bet he can help me." Curt slowly got up and climbed up a ladder, leading into the streets.


	11. Truth or Dare

**Disclaimer: I do not own Spider-Man or any of its characters but I do own Jesse.**

Chapter 11: Truth or Dare

Curt Connors quickly made his way through the hordes of New Yorkers, using back alleys and the subway whenever he could. That's when he got to the suburbs. "Now, if I remember correctly, Peter Parker lives in this neighborhood," he said to himself walking by each house. He eventually got to the house next to Jesse's and stopped. "I think this is the place."

.....................

Spider-Man had returned home around 3:30 and had gotten out of his costume. Jesse now stood in the bathroom, looking at himself in the mirror, breathlessly.

"Oh, shit," he breathed looking at all his bruises. "How am I going to get this by my parents?" He sighed and looked down at his hands. The only thing he had on those was a few blisters on his knuckles. He had already looked at his torso, which had a big bruise where his ribs were. He looked at his face again. "All I really need to do is hide the bruises on my face," he thought, beginning to brainstorm ideas. He only came up with one solution, but it was kind of embarrassing.

Jesse quickly snuck out of his bathroom and into his parent's bathroom. When he got in there he locked the door and walked over to the sink.

"Might as well get this over with," he said to himself, opening up his mom's make up bag and removing the concealer. He removed the brush and brought it up to his face. He hesitated for a second before applying the concealer to all the bruises on his face.

"Well at least it looks better," he thought looking at his face in the mirror.

He then snuck out of his parent's bathroom and into his room. When he got in there he fell over onto his bed. "Ah, bed," he breathed, shutting his eyes. That's when the phone rang. "Great." He reached over and picked up the phone. "Hello."

"Hey, man," came Andy's voice through the phone.

"Hey, Andy," Jesse muttered, yawning.

"You wanna go to the mall," Andy asked. "They just opened the top floor. Thought we might want to go check it out."

"Cool, did you invite anyone else?"

"No."

"Ok, come meet me here."

"Sure," Andy replied hanging up. Jesse sighed and rolled out of bed. He landed with a thump and crawled out of his room. He walked down the stairs and through the front door. He stretched out a bit before walking over to the garage but then remembered he didn't have his bike anymore.

"Shit," he sighed, watching Andy pull up right next to him.

"You ready," Andy asked.

"My bike is um... getting repaired," Jesse lied. "Go on ahead, I'll meet you there."

"You sure?"

"Yeah."

"It'll be so much easier when we can drive (they're both fifteen by the way)," he heard Andy mutter, as he rode off.

"You're so right, dude," he said, walking back into his house. He ran up the steps and into his room. He quickly removed his clothing and put on his costume.

He took his backpack out from his closet and put his regular clothes in it. "You know, I haven't given it much thought lately," he thought as crawled out of his window. "But having superpowers is awesome."

..................

Andy wasn't going particularly fast. He was taking it easy since Jesse was going to be late. That's when he heard a noise behind him. Out of pure curiosity he looked behind him. "Whoa," he breathed.

..................

Spider-Man hadn't noticed it but he was going a little faster than usual and before he knew it he was closing in on Andy. "Better slow down," he thought swinging around the corner and jumping onto a roof.

...................

"Where's he going," thought Andy watching Spider-Man swing around the corner. "That's the coolest thing I've ever seen."

....................

Andy stood propped up against the wall in the mall (hey, that rhymed) waiting for Jesse. "Where is he?" Andy thought, restlessly.

"Hey, Andy" Jesse said tapping Andy on the shoulder.

"There you are, where have you been?"

"Sorry, I just missed the subway so I had to run."

"Whatever, you ready to check out the third floor."

"Yep."

They both ran over to the escalator and got on. Halfway up they switched escalators.

"Cool," they said in unison, as they reached the third floor.

It had a giant arcade, a food court and four or five stores.

Jesse broke the brief silence. "I'm hungry," he said, walking over to the food court. Andy followed him to the Taco Bell and they got their food.

"So what do you think of this Spider-Man guy," Andy asked as they sat down.

Jesse gulped. "What do you mean?"

"Do you like think he's cool?"

"Oh... yeah definitely," he replied, taking a bite out of his taco.

"Hey Jesse," he heard someone say.

He turned to see Carmen and a couple of her friends.

"Oh... H-Hey Carmen," Jesse stuttered. "Would you like to um... hang out with me and Andy."

"Sure," she replied.

....................

Curt Connors rang the doorbell to the home and leaned back against a wall. After waiting for about three minutes with no one answering he gave up and walked down the street.

'Where could he be," he wondered. "I-I... oh no. I'm changing." Curt dashed behind a house and under a porch. A low hiss sounded and the Lizard crawled out form under the porch.

..................

(5:30 P.M)

Jesse, Andy, Carmen, Jenna and Candy (Carmen's two friends) walked down the streets of New York, talking and telling jokes.

"Hey, you guys want to go back to my house and hang out," asked Jenna.

"Sure," said Carmen. "What about you guys?"

'Why not," Andy replied, as they followed Jenna in the direction of her house.

..................

The Lizard had not gone far before he had caught the scent of his enemy. He crawled on top of a fence and looked down the street. He caught a glimpse of two boys and three girls walking into a house. There the dirty blonde boy. He was the one. The Lizard slowly scaled the house the boy went into, until he was on the roof. He let out a hiss, and waited, until the right moment.

..................

They all entered Jenna's house. "My parents are gone for the night," she said.

"We should call some people," Candy suggested.

"Sure," she said walking into the kitchen. "Oh here's a note saying they won't be back till the morning."

"Sweet," said Carmen.

"I'll start calling some people," said Jenna, picking up the phone.

..................

(7:30 P.M)

A few more people had come. Two boys (Chris and Dan) and one girl (Chasity).

They were all now sitting in the living room relaxing.

"Ok guys, let's play Truth or Dare (Bum Bum Bum)," said Jenna.

"Yeah," said everyone in unison.

"I'll go get the bottle (that's how my friends and I play it)," she said going into the kitchen and returning with the bottle. She spun the bottle and it landed on Dan. "Ok, Dan Truth or Dare?"

"Um... truth," he replied.

"Who do you like?"

"I... um... you," he murmured.

The girls all laughed except for Jenna, who looked disgusted and flattered at the same time.

"M-my turn," Dan said embarrassed, spinning the bottle. It landed on Carmen. "Truth or Dare?"

"Dare."

"Ok... um... go make out with Jesse in the closet."

Jesse's eyes widened. "Um... We don't have.."

"A dare's a dare, Jess," Carmen said grabbing him by the arm and leading him into the closet.

.................

It was getting dark. The Lizard had come upon his opportune moment. He climbed down a wall and slowly opened a window. He was inside.


	12. Defeat

**Disclaimer: I do not own Spider-Man or any of its characters but I do own Jesse.**

Chapter 12: Defeat

The Lizard slowly crept out of the room he was in. He heard voices downstairs and silently made his way down. The voices were in the room next to him. He was near.

"Do you think they're actually making out in there," Candy asked.

Andy shrugged. "Don't know, we'll just have to wait and see."

Jesse and Carmen stood on opposite sides of the closet, shifting uneasily.

They both looked up and met each others eyes.

"Hi," Jesse said.

"Hey,"she replied. "Can I tell you something?"

"Yeah sure."

"Ever since Jason's party, I've um… liked you," She said, blushing.

Jesse's jaw dropped. "Really?"

"Yeah."

"I've liked you since the eighth grade," he said.

"Really," she asked, her face lighting up.

"Yeah."

"What a relief," she said.

"Yeah," he muttered, moving closer to her.

"So you don't have a problem with this," she asked.

"Not at all," Jesse whispered back, their lips about to touch.

That's when they heard a scream.

The Lizard turned the corner and leapt into the room.

"AH," Candy shrieked at the sight.

They all got up and slowly began to back up.

"What is that thing," Andy breathed, as they hit the wall.

The Lizard was confused. He knew Spider-Man was here but he did not know which one of the mammals to strike. So he trusted his primitive instincts. He would use the process of elimination.

"Jesse, I'm scared," Carmen whispered

"Stay in here," he said. "Hide under the coats. I'm going to go see what happened."

"No don't leave," she said, worriedly.

"It's ok, I'll be fine," he said to her. "Just hide under these coats, I'll be right back."

"Ok," she muttered, crawling under a pile of coats.

Jesse frowned; he didn't know if he'd be fine. His spider sense had been going crazy the whole time. Jesse slowly opened the door and saw his friends up against the wall, trembling, as the Lizard inched towards them. "Oh shit."

The Lizard crawled closer and closer to the kids, trying to pick out which one was Spider-Man. Not one of the people before him showed courage or daring, yet it had to be one of them, he could sense it.

Then someone came out from a door next to the kids. It was another boy.

The Lizards eyes widened. It was him. The Lizard growled and leaped at Jesse.

Jesse closed the door quickly, causing the Lizard to crash into it.

"Run," Andy yelled.

Everyone ran out the door.

Jesse quickly opened the door and jumped out. He ripped his shirt off and pulled on his mask.

The Lizard got up and hissed at the appearance of his foe.

Jesse quickly took off his jeans and threw them into the Lizard's face.

The Lizard, preoccupied with the jeans stumbled over and tripped over a coffee table.

Spider-Man picked him up and threw him out the window.

The Lizard cried out in pain, as he collided with the sidewalk outside. He frantically began licking the several cuts all over his body.

Spider-Man ran over to the pile of coats in the closet and pulled them off Carmen.

Carmen looked up at Spider-Man and screamed.

"Hey, hey, don't be afraid," he said. "I'm here to help you."

"Have you seen Jesse," she asked.

"Um… yeah, he told me you were here," Spider-Man said, slowly.

She sighed with relief.

"You need to get out of here right now," he said, pulling her out of the closet. "Leave through the back."

"Thanks," she said, turning and running out the back hall.

Spider-Man turned and leaped through the already shattered window.

The Lizard hissed at him and sprang back up. His tail lashed out at Spider-Man, knocking him back against the house.

Spider-Man rubbed his head and slowly got up.

The Lizard leaped at him again.

Spider-Man jumped up and clung to the side of the building. Then, he dropped down on the Lizard, forcing him into the ground.

Spider-Man grabbed the Lizard's head and started slamming it into the ground. Suddenly his spider sense went off, but he wasn't fast enough. The Lizard's tail wrapped itself around his neck.

Spider-Man grasped the tail in an effort to pull it off. He couldn't, he was constricted far too tight. He struggled against it, as the tail kept wrapping itself tighter and tighter around his neck. Slowly his breath began to leave him and he started to feel faint.

The Lizard head inched closer. He was going in for the kill but went slowly so his prey would notice what he was doing.

"He toying with me," Spider-Man thought angrily. "But if he gets just a little closer."

Surely enough the Lizard did come a little closer, grinning so that all his sharp teeth showed.

Spider-Man quickly let go of the tail and punched the Lizard on the snout.

The Lizard's eyes began to water and he loosened his grip on Spider-Man, who immediately pried himself loose.

Spider-Man dived away and as he hit the ground he threw up, soiling the whole front of his mask with vomit. The blood started rushing back to his head and the combination of that and the smell of vomit made him dizzy.

Then there was a sharp pain in the back of his head and everything went black.

**(Right now I would like to thank all my readers for their reviews and advice. I would also like to apologize for not updating sooner.)**


	13. A Permanent Cure

**Disclaimer: I do not own Spider-Man or any of its characters but I do own Jesse Parker.**

Chapter 13: A permanent cure

The Lizard had swung his tail right when Spider-Man was off his guard and it had met its target. His tail had hit Spider-Man right in the back of the head.

Spider-Man was propelled forward and now laid there unconscious.

The Lizard grinned at his victory over Spider-Man, but the neighborhood around him was beginning to stir. People had started to come out of their houses to see what the noise was about. He had to act fast.

The Lizard quickly grabbed Spider-Man with his tail and dragged him to the nearest sewer entrance.

The Lizard hissed one more time before disappearing into the sewers below.

Spider-Man awoke in a rusted, bronze colored cage. The smell of sewage and dry vomit filled the air. He removed his stiff mask and dropped it in the corner of the cage.

Jesse crawled to the other side of the cage and looked out through the barred window. He was in a huge sewage room.

"Damn," he thought. "How do I get out of here?"

He leaned back against the cage. "The bars don't look that strong." He reached out and grabbed two of the bars.

Jesse flexed his muscles and started to pull. His muscles began to strain under the stress. His face contorted, as the bars started to bend. He let go and started to breathe heavily.

"Damn, those things are stronger than they look," he said out loud. He sat down and started to rub his biceps, when he saw a man emerge from a little shack in the corner of the large room.

The man had dark red hair and light green eyes. He was tall and had his right arm missing.

Jesse quickly pulled his mask back on.

"Hey you," Spider-Man yelled through the cage.

The man looked over. "Spider-Man you're awake. We need to talk."

"Yeah we do," he replied. "But first get me the hell out of this cage."

"Oh yes," the man turned around and crawled back into the shack. He returned with a small, bronze key and unlocked the several locks on the cage.

Spider-Man burst through the cage door and crawled up a wall. "Thanks dude, um… what's your name?"

"Oh come on Peter, don't tell me you've forgotten who I am," the man chuckled.

"Peter… oh you mean my uh," Spider-Man stuttered.

"Wait," the man said cautiously. "You're not Peter Parker."

"So my dad was Spider-Man," Spider-Man thought. "But who's this guy… well if my father knew him and trusted him, I guess I can too."

"No, I'm not Peter Parker."

"Then who are you?"

Spider-Man dropped down. "You can't tell."

"Sure."

Spider-Man slowly removed his mask.

"Why you're just a kid," he said astonished.

"I'm Peter Parker's son," Jesse muttered.

The man's eyes widened a little. "Yes, yes I can see the family resemblance… Jesse right?"

"Yeah that's me. Who are you?"

"My name is Curtis Connors."

Curtis Connors. The name sounded familiar to Jesse but he just couldn't place it. "Wait… aren't you that scientist who disappeared a little while back."

"Yes I am," he murmured.

"Why?"

"I came down here for my and everyone else's safety but that's not very important right now. I need your help."

"With what?"

"I desperately need a permanent cure for the reptile DNA running through my veins," he said, desperately.

"Wait," Jesse said, cautiously, backing up. "You're that Lizard thing."

"Yes, but I'm completely in control of myself now," he said, quickly. "We need to find a cure before I change ba…b… oh no, I'm changing."

Curt cried out in pain and bent over clutching his stomach.

"This isn't good," Jesse breathed.

……………………

Mary Jane waited anxiously by the door of the Parker residence, pacing back and forth.

"M.J, I've just called the police," Peter said, entering the room. "… So Andy didn't have good news for us."

"No and even worse, he kept rambling on about a giant Lizard," she blurted out.

Peter's eyes widened. "A giant Lizard… The Lizard and I've lost my powers."

M.J's eyes were streaming with tears. "He said the last time he saw Jess was in the house where the Lizard was… h-he said Jess never came out."

Peter stood there with a blank expression on his face. "Anything else?"

"He said that after they got out, Spider-Man showed up and began to fight the Lizard and only another girl came out."

"The police are going to check the crime scene now," Peter said. "They're going to call me back after they're done. Let's just pray that he's ok."

…………………….

Jesse watched on, as Curt slowly changed into the Lizard.

He quickly pulled on his mask and jumped onto the wall. "Come on Curt, get a hold of yourself."

With one final scream, Curt became the Lizard.

The Lizard picked up a broken piece of concrete, and threw it at Spider-Man.

Spider-Man twisted out of the way and landed on the ground. He dived towards the Lizard.

The Lizard sidestepped and hit him to the ground.

He looked up into the drooling jaws of the Lizard as they inched closer to his face. He rolled to the side and barely evaded the snapping jaws.

The Lizard hissed and swung his tail at Spider-man, only for Spider-Man to roll backwards and shoot a thick coat of webbing over his jaws.

On instinct the Lizard reached up to try and pull the webbing off.

Spider-Man quickly added a coating of webbing over his fists and punched the Lizard in the nose.

The Lizard stumbled backwards and Spider-Man punched him in the stomach. Then he quickly uppercutted him, knocking him to the ground.

Spider-Man body slammed him and punched him in the nose again, before webbing him to the ground. "Come on Curt," Spider-Man shouted. "Return to normal."

At first nothing happened but after a few minutes of squirming the Lizard began to turn back, leaving a sweaty Curt Connors in his place.

Spider-Man sighed and sat down. He removed his mask before ripping the webbing off Curt's face.

"So you want me to help you cure yourself," Jesse said, shrugging. "I got a B in science."

"No," Curt mumbled. "You won't need to do any science."

"Well, then what do you want me to do," asked Jesse.

"There is a temporary cure hidden at Midtown High," Curt said, quietly.

"I go to Midtown," Jesse replied. "Where is it hidden?"

"It is hidden under a red tile near the left corner of room 368," he said.

"Ok, I'll go get it and bring it back to you," Jesse said, pulling on his mask.

"No," Curt said. "Take it to the Fantastic Four building up in Upper East Side. Tell them about my situation, they'll help."

"I've heard of them," Spider-Man said. "A good friend of my dad's is part of it… sorry I can't free you. You know just to be safe, but I'll be back as soon as possible." He turned to leave but stopped. "Um… how do I get out of here?"

**(Next Chapter: The Fantastic Four!)**


	14. The Fantastic Four

**Disclaimer: **I do not own Spider-Man or any of its characters, but I do own Jesse.

Chapter 14: The Fantastic Four

Half an hour later, Spider-Man had landed on the roof of Midtown High School and had broken in through an unlocked window.

Now he was slowly creeping along the halls towards room 368. The door was unlocked and he immediately went to the left side of the room to begin looking through the tiles. Soon enough he came upon a loose one and lifted it up, revealing the serum. He picked it up and smiled "Alright now to the Baxter building."

………………………..

Spider-Man landed on a ledge next to the Baxter building and looked around. "Now how do I get in?" A few seconds later he spotted a small air duct opening on the top of the building. "That's convenient," he thought, shooting a web line to it. "Alright Fantastic Four, here I come!"

……………………….

Ben Grimm was asleep when the Fantastic Four's alarms began going off. "Shit," he groaned, rolling out of the bed. "I'm getting too old for this. Wish I wasn't so stubborn, and just join Reed and Sue."

Just then the sliding door to his room opened and Johnny Storm popped in. "Wake up Ben; we've got a break in., report to the security room immediately." And with that Johnny was gone.

Ben stood staring at the door for a few more seconds. Ever since Johnny had become the new leader of the Fantastic Four he had been buckling down. When Reed and Sue had retired and the two new members had been recruited, they needed a new leader and it was assumed that Ben would step up. Yet when Johnny volunteered everyone, including Ben, was surprised the he didn't make any objections and quietly resumed the role of second in command. He didn't really mind though.

A few seconds later he saw the two new members, the new Ms. Invisible and the Shapeshifter, run by his room.

Ms. Invisible a.k.a Julie Andrews was a young mutant who happened to have Sue's same powers.

Shapeshifter a.k.a Shawn Ross was a competent mutant who, while not the most original person, had the power to change into animals as well as some humans.

Ben wasted no time in following them into the main security room.

"What's the problem," he asked, as he entered the security room.

"We seem to have a breach in our ventilation system," said Johnny, bent over the security system and bringing up a video stream. "Wait this doesn't make any sense."

"What's the matter Johnny," said an unknown voice from behind them all.

"Reed, I thought you had gone home," Johnny said, not looking away from the video.

Reed Richards ran a hand through his grey hair. "Not yet I was in the lab."

"Anyways we have a break in from what looks like Spider-Man," Johnny said.

"What," Reed said. "That doesn't make any sense. Peter Parker is a good friend of mine, and he lost his powers some years ago. Plus even is he did have them, he knows how to get in touch with me and he'd never break in."

"So what you're saying is that we're dealing with an imposter," Johnny replied.

"It seems to be the only logical explanation."

"Well," Johnny said. "We must treat it as a threat. Turn on the heat in the vents and let's try to fish him out."

………………………..

"Where am I," Spider-Man thought out loud.

He was getting nowhere in the vents and the heat all of a sudden started to rapidly rise.

"Wow it's getting hot in here," he said. He crawled further and suddenly pulled his hand away from the burning metal. "OW!" The vent was oven hot and his hands were starting to burn. "If I don't get out of here soon, it'll be the end of me…" Spiderman then started pounding at the vent. Slowly it started to bend in and eventually tear all around him. He moved forward and fell through the gap into a large room with expensive looking equipment in it. He got up groggily and poked at his now blistered hands. "Damn."

"Stop where you are wall-crawler."

Spider-Man turned to face the Fantastic Four standing in a large doorway. "Look I…"

"There will be time to talk once you surrender," Johnny interrupted.

Spider-Man frowned under his mask. "Surrender? What? I'm not surrendering to anyone."

All of a sudden Johnny went up in flames. "Alright then. Fantastic Four Go!"

The Shapeshifter turned into a rhino and charged at Spider-Man.

"Crap," Spider-Man said, leaping onto his back and grabbing his horn. He pulled sideways on the horn and dragged the rhino to the ground. He jumped off and felt a sharp pain in the back of his head. His spider sense was going crazy but nothing was there. He lashed out but was hit again and again. He jumped and did a tornado kick, connecting with some invisible being and revealing Ms. Invisible. She fell over and Spider-Man began trying to apologize when he was hit from behind.

He flew through the air and crashed into the wall on the other side, knocking over shelves of test tubes, beakers and glass cases. Spider-Man recovered just in time to dodge a punch from the Thing and back flip up on the side of the wall. He jumped over the Thing and kicked him in the back, causing him to hit the wall. His spider sense went wild and he ducked a fireball, which hit the Thing.

The Thing yelled in pain and grabbed Spider-Man, throwing him up into the ceiling. Spider-Man hit the ceiling and came crashing back down hard.

"OW!" he screamed, when he hit the ground. His ribs were on fire and his head felt like it was being hit with a baseball bat. The Thing was revving up a punch and Spider-Man rolled out of the way of it. The Thing quickly threw another punch. Spider-Man braced himself and grabbed the Thing's arm. Using the Thing's momentum Spider-Man threw him over his shoulder and slammed him into the ground.

He heard a roar behind him and turned to find the Shapeshifter had become a bear. The bear swiped at him, and Spider-Man fell backwards, putting up his arm and getting three cuts across his forearm.

"This is madness," said Reed Richards, coming in between the Shapeshifter and Spider-Man. "I do not believe he intends any harm."

"Son of a bitch," Spider-Man said in between grinded teeth.

"Let me see that," Reed said, taking Spider-Man's arm. "The cuts weren't deep. I'll get you some bandages and then we'll discuss why you're here."

Reed reached with an elongated arm out the door and when it reappeared it had bondages which he promptly wrapped around Spider-Man's arm. "So now that we got all that behind us, we can discuss what you came here for."

"Is this going to scar," Spider-Man asked, looking at his arm. "Cause if it does, I am so screwed."

Reed raised an eyebrow, "How old are you anyways?"

"Um…none of your business," Spider-Man said.

"Hey don't talk to Reed like that ya little bug or I'll clobber ya," The Thing said.

"Now look here you overgrown pet rock…" Spider-Man began.

"Hey, hey, hey," Reed interrupted. "Let's not fight. Now what did you come here for?"

"Curt Connors sent me. He gave me the temporary cure for the Lizard disease that's been effecting him and he want you to make him a permanent cure."

"I had no idea Curt was still alive," Reed gaped. "He's a very dear friend of mine, of course I'll make him the cure."

"Thanks," Spider-Man said, handing Reed the temporary cure.

"Sure thing," Reed muttered, walking over to a table and beginning work. "This might take a little while, so uh try to get along you guys."


End file.
